Qualified Replacement is someone who, in the reasonable judgment of the Adviser, is a professional with credit investment experience.
Qualified Replacement shall have the meaning set forth in Section 5.6.
Qualified Replacement means any Person designated by the Investor in a Designation Notice that (i) meets the Independence Standards but only if the failure to meet the Independence Standards would mean that the Company failed to have a majority of independent directors and (ii) completes the normal and customary background check and similar processes customary for appointments of directors of Nasdaq Stock Market listed companies, including completion of the D&O Questionnaire and the FINRA Questionnaire.
Examples of Qualified Replacement in a sentence
Such termination and replacement shall be further conditioned on such successor Special Servicer being a Qualified Replacement Special Servicer and the satisfaction of the conditions set forth in Section 6.05(e) to the extent that such conditions have not otherwise been satisfied.
The reasonable costs and expenses associated with the Trust Advisor’s identification of a Qualified Replacement Special Servicer and the Certificate Administrator’s obtaining such Rating Agency Confirmations administering the vote of the Certificateholders shall be an Additional Trust Fund Expense.
It shall be a condition to such appointment that the successor Special Servicer be a Qualified Replacement Special Servicer and the conditions set forth in subsection (e) be satisfied.
CHEC shall, in connection with the delivery of each Qualified Replacement Mortgage to the Custodian, on behalf of the Trustee, provide the Trustee with information set forth in the Schedule of Home Equity Loans with respect to such Qualified Replacement Mortgage.
For the avoidance of doubt, the Appraised Value of any Qualified Replacement Assets or Additional Collateral (other than any cash or Cash Equivalents) pledged by the Borrower or another Grantor that has not previously been included in an Appraisal shall be deemed to be zero until an Appraisal of such Qualified Replacement Assets or Additional Collateral has been delivered to the Administrative Agent.
More Definitions of Qualified Replacement
Qualified Replacement means a senior investment professional selected by the Adviser to replace a Key Executive upon the occurrence of a Key Person Event; provided that such replacement has been approved by either (a) a majority of the Company’s trustees who are not “interested persons” (as such term is defined in Section 2(a)(19) of the Investment Company Act) of the Company or (b) the holders of a majority of the outstanding Common Shares, and upon either such approval, such selection will constitute a “Qualified Replacement.” Terms not defined herein shall have the same meaning as in the Prospectus. Now, therefore, the Company hereby agrees with the Distribution Manager as follows:
Qualified Replacement means (A) a person designated by the Purchaser who designated the person to be replaced (or by such Purchaser's designee) for which disclosures under Item 401(f) of Regulation S-K promulgated under the Securities Act (or any successor provision) for such person would not be required in the Company's SEC Documents, and who is consented to by the Company (which consent is not to be unreasonably withheld, delayed or conditioned) or (B) a person designated by the Purchaser who designated the person to be replaced who is reasonably agreed to by the Company.
Qualified Replacement means a senior investment professional selected by the Adviser and approved by either (i) a majority of the independent directors of the Company or (ii) the holders of a majority of the outstanding shares of the Company’s common stock.
Qualified Replacement means an individual who is selected and appointed by the Advisor to serve in a position as a Senior Executive Officer and who has such real estate investment management, property management, brokerage, acquisition or disposition experience and other qualifications as are consistent with the duties and responsibilities of such position.
Qualified Replacement is defined as a senior investment professional selected by the Investment Adviser and approved by Mxxxxx Sxxxxxx Investment Management. “Required Involvement” means (x) with respect to each of Jxxxxxx X. Xxxxx, Jxxxxxx Xxx, Kxxxx Xxxx, Sxxx Xxxxxxxx, and Dxxxx Xxxxxxxxxx, being actively involved in and devoting sufficient time to the business and affairs of the Company and (y) with respect to Dxxxx X. Xxxxxx, devoting sufficient time to the business and affairs of Mxxxxx Sxxxxxx Private Credit & Equity, in each case, as deemed reasonably necessary by the Investment Adviser. If a majority-in-interest of the then-outstanding Units of the Company, voting together as a single class, vote in favor of the proposal to continue the Investment Period, the Investment Period shall be continued, and the Members will be obligated to fund capital contributions as if a Key Person Event had never occurred. Otherwise, the Investment Period shall be deemed to have terminated as of the date of the Key Person Meeting. For the avoidance of doubt, upon termination of the Investment Period as a result of a Key Person Event, the Company may continue to draw down Commitments to the extent set forth in Section 6.1.
Qualified Replacement is defined as a senior investment professional selected by the Adviser and approved by either (i) a majority of the independent directors of the Company or (ii) the holders of a majority of the outstanding Shares. If a majority of the independent directors vote in favor of the proposal to continue the Investment Period, the Investment Period shall be continued and the Stockholders will be obligated to fund capital contributions as if a Key Person Event had never occurred. Otherwise, the Investment Period shall be deemed to have terminated as of the date of the Key Person Meeting. For the avoidance of doubt, upon termination of the Investment Period as a result of a Key Person Event, the Company may continue to draw down Capital Commitments to the extent set forth above in this Section 4.4.
Qualified Replacement is someone who, in the reasonable judgment of the Adviser, is a professional with credit investment experience. “Required Involvement” means (i) with respect to Xx. Xxxxxxx or any Qualified Replacement therefor, the dedication of substantially all of the Key Person’s business time to New Mountain, its funds and clients and their respective portfolio companies and (ii) with respect to Messrs. Xxxxxx and Xxxxx and any Qualified Replacement therefor, the dedication of a substantial majority of the Key Person’s business time to New Mountain’s credit investing activities, New Mountain’s credit funds and their portfolio companies. Upon the occurrence of an Alternative Key Person Event, the Adviser will, as soon as reasonably practicable, solicit votes from the Members to determine whether they wish to terminate the Investment Period at such time. If Members holding 70% of the outstanding Units affirmatively vote in favor of the termination of the Investment Period within 90 days of the Alternative Key Person Event, the Investment Period will be terminated upon the expiration of such 90-day period. An “Alternative Key Person Event” will be deemed to occur if at any time during the Investment Period any two Key Persons simultaneously cease for any reason to devote the Required Involvement for more than 30 days. At any time during the Investment Period, the Adviser may, by written notice to the Members, appoint a Qualified Replacement for any Key Person; provided that if, within 20 Business Days of receipt of notice from the Adviser of the selection of a person as a Qualified Replacement, holders of 60% of the outstanding Units object in writing to the selection of such person as a Qualified Replacement, such person shall not constitute a Qualified Replacement and the Adviser, in its sole discretion, shall appoint another person as a Qualified Replacement (with any such other person also being subject to objection pursuant to this proviso).